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Fancy Mac and Cheese
Prep Time
20 mins
Cook Time
45 mins
Total Time
1 hr 5 mins

Fancy Mac and Cheese is a more polished version of the timeless classic, but not too fancy for an everyday meal. It makes enough to have leftovers for a few days and it's the only mac and cheese I'll ever make again!

Course: Dinner, One Pot Meal, Pasta
Cuisine: American, Dinner, Kid Friendly, Pasta, Vegetarian
Keyword: Balsamic, Cauliflower, Cheddar, Cheese, Gruyere, Macaroni, Pasta, Red Onion
  • 2 c elbow macaroni, cooked al dente per package directions (I use large elbows but regular will work well)
  • 3 T butter
  • 3 c milk
  • 1/3 c flour
  • 1 t salt
  • 1/2 t black pepper
  • 1 1/2 c gruyere cheese, grated
  • 2 c sharp cheddar cheese, grated
  • 2 c cauliflower, cut into bite-sized florets
  • 1 small red onion, largely diced
  • 2 T balsamic glaze *you can find balsamic glaze near salad dressings at the grocery store.
  • 1 c cornflakes, crushed
  • 2 T olive oil
  1. Preheat oven to 375. In a dutch oven, heat olive oil over medium heat until hot. Add cauliflower and red onion and cook for 2 minutes. Add balsamic glaze and continue to cook for 6-8 minutes until the onion is translucent and well caramelized. 

  2. While the vegetables cook, melt the butter in a small sauce pan. Once the butter begins to bubble, whisk in the flour. Cook for about 1 minute, stirring continuously. Slowly whisk in the milk and allow to thicken. Once the mixture is bubbling and thick, turn off the heat and stir in the cheese, a couple handfuls at a time. Add salt and pepper and stir to combine.

  3. Add the noodles into the dutch oven with the vegetables and stir. Once combined, pour half of the cheese mixture over the noodles and veggies. Add half of the remaining cheese mixture and stir. If you like a cheesier mac and cheese, add the remaining sauce. 

  4. Top the mac and cheese with the cornflakes. Place in the oven and cook 20-25 minute or until the top begins to brown. Cool for a few minutes before serving.